Zatlyn Michelle 4

What Happened
Michelle Zatlyn, President and Co-Chair of the Board at Cloudflare (NET), sold a total of 99,064 shares between July 13–15, 2026 for aggregate proceeds of approximately $27.42 million (average price ≈ $276.8). Each day she converted Class B common stock to Class A (one-for-one) and the converted shares were sold. Sales by day: 33,058 shares on 7/13 ($8.79M), 33,003 shares on 7/14 ($9.18M), and 33,003 shares on 7/15 (~$9.45M). These disposals were effected under a pre-established Rule 10b5-1 trading plan.

Key Details

• Transaction dates: July 13, 14 and 15, 2026.
• Shares sold: 99,064 total (33,058; 33,003; 33,003).
• Proceeds: ~$27,419,064 total (day totals ≈ $8.79M, $9.18M, $9.45M).
• Average price: ≈ $276.8 per share; reported prices (weighted averages) ranged roughly from ~$263.38 to ~$289.89 across the transactions.
• Derivative actions: Each day included conversion/exercise entries converting Class B to Class A (one-for-one, no cash reported).
• Plan/notes: Sales were effected pursuant to a Rule 10b5-1 trading plan adopted Feb 27, 2026 (F3). Shares were re-registered to trusts per footnotes (e.g., F1, F30, F2 and others).
• Shares owned after transaction: Not specified in the excerpt provided; see the full Form 4 for total beneficial ownership.
• Filing note: This Form 4 is the first of two forms reporting the July 13–15 transactions.

Context

• These transactions represent planned sales under a 10b5-1 program and followed same-day conversions of Class B to Class A stock. Conversions and exercises reported with $0 in cash are administrative (re-registering/converting share class), not additional cash receipts.
• Sales pursuant to a 10b5-1 plan are typically routine compliance-driven dispositions; they do not, by themselves, indicate motives.